Business & share transfers

Business transfers

Buying or selling a business is a complex undertaking.

It can happen in two ways:

the purchaser buys the physical assets of the business

or

the purchaser buys a company that owns a business (for example, if a company is running a business and the shareholders are selling the actual company but not the business, the purchaser is buying the shares in that company, not the actual business).

There are advantages and disadvantages of both options, and Ward Keller help clients understand these complexities and navigate through the process.

We can help clients buying a business by:

explaining the risks associated with buying the business

performing a due diligence of the business they want to purchase

working with their accountant to minimise risks associated with the purchase

reviewing the sale contract.

We can help clients selling a business by:

preparing sale of business contracts

negotiating terms of the contract, including any vendor finance.

Share transfers

Buying and selling shares in a company is not always straightforward.

When shares are transferred, shareholders have an obligation to the Australian Securities and Investments Commission (ASIC) to notify it of changes in shareholders and directors.

If the company owns land in the Northern Territory, stamp duty may also apply, and it may need to lodge a statement with the Territory Revenue Office and pay duty.

Ward Keller handles all aspects of share transactions for its clients.

We can help with:

preparing or reviewing sale of share contracts

due diligence enquiries

licensing issues and applications

advice on stamp duty

ASIC requirements, including preparation of company minutes and ASIC lodgement.